GOLDCORP INC. Underwriting AgreementUnderwriting Agreement • June 5th, 2014 • Goldcorp Inc • Gold and silver ores • New York
Goldcorp Inc., an Ontario corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), US$550,000,000 aggregate principal amount of its 3.625% Notes due 2021 (the “2021 Notes”) and US$450,000,000 aggregate principal amount of its 5.450% Notes due 2044 (the “2044 Notes”, and together with the 2021 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture dated as of March 20, 2013 (the “Base Indenture”) between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Certain terms of the Securities will be established pursuant to a second supplemental indenture (the “Second Supplemental Indenture” and, together with the Base Indenture, as heretofore supplemented, the “Indenture”) to the Base Indenture to be dated as of June 9, 2014.
